Sec Form 4 Filing - KELLY GARY C @ SOUTHWEST AIRLINES CO - 2020-10-30

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person KELLY GARY C 2. Issuer Name and Ticker or Trading Symbol SOUTHWEST AIRLINES CO [ LUV] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman of the Board & CEO (Last) (First) (Middle) SOUTHWEST AIRLINES CO., 2702 LOVE FIELD DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 10/30/2020 (Street) DALLAS, TX75235-1908 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 10/30/2020 G V 49,529 ( 1 ) D $ 0 113,974 D Common Stock 10/30/2020 G V 41,503 ( 1 ) ( 2 ) A $ 0 43,473 I By Family Limited Partnership ( 1 ) ( 3 ) Common Stock 10/30/2020 G V 4,013 ( 1 ) ( 4 ) A $ 0 321,286 I By Family Trust ( 1 ) ( 5 ) Common Stock 10/30/2020 G V 4,013 ( 1 ) ( 6 ) A $ 0 306,528 I By Family Trust ( 7 ) Common Stock 12/31/2020 G V 28,782 ( 8 ) D $ 0 14,691 I By Family Limited Partnership ( 8 ) Common Stock 12/31/2020 G V 28,782 ( 8 ) A $ 0 350,068 I By Family Trust ( 9 ) Common Stock 306,528 I By Family Trust ( 10 ) Common Stock 113,974 D Common Stock 02/03/2021 A 65,322 ( 11 ) A $ 0 179,296 D Common Stock 02/03/2021 A 76,531 ( 12 ) A $ 0 255,827 D Common Stock 350,068 I By Family Trust ( 9 ) Common Stock 306,528 I By Family Trust ( 10 ) Common Stock 14,691 I By Family Limited Partnership ( 8 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KELLY GARY C SOUTHWEST AIRLINES CO. 2702 LOVE FIELD DRIVE DALLAS, TX75235-1908 X Chairman of the Board & CEO Signatures /s/ Marilyn R. Post, on behalf of and as attorney-in-fact for Gary C. Kelly 02/05/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On October 30, 2020, as part of his estate planning, the reporting person contributed 49,529 shares (the "Capital Contribution") to a family limited partnership (the "Family Limited Partnership"), the sole general partner of which is a limited liability company that is wholly owned by the reporting person and his spouse (the "Family Limited Liability Company"). Prior to the transfer, the sole limited partners of the Family Limited Partnership were (a) a trust for the reporting person and his descendants (the "Reporting Person Trust") and (b) a trust for the reporting person's spouse and her descendants (the "Spousal Trust"). The reporting person is trustee of the Reporting Person Trust, and the reporting person's spouse is trustee of the Spousal Trust. As a result of this transaction, the reporting person and his spouse each received a limited partnership interest in the Family Limited Partnership (the "Reporting Person LP Interest" and the "Spousal LP Interest, respectively), which resulted in (a) a decrease in the number of shares directly owned by the reporting person, (b) an increase in the number of shares indirectly owned by the reporting person through the Family Limited Partnership, and (c) net increases in the number of shares indirectly owned by the reporting person through the Reporting Person Trust, the Spousal Trust, and the Family Limited Liability Company as a result of the overall increase in the Family Limited Partnership's holdings due to the Capital Contribution, but reflecting the addition of the new limited partners and resulting new allocation of shares amongst the partners. Because the reporting person's aggregate beneficial holdings remained the same prior to and after this transaction, the reporting person believes the contributions to the Family Limited Partnership constitute a change in form of beneficial ownership exempted by Rule 16a-13 under the Securities Exchange Act of 1934. ( 2 )Includes (a) 12,226 shares indirectly acquired as a result of the new Reporting Person LP Interest in the Family Limited Partnership, (b) 28,782 shares indirectly acquired as a result of the new Spousal LP Interest in the Family Limited Partnership, and (c) a net 495 shares indirectly acquired by the Family Limited Liability Company as a result of the overall increase in the Family Limited Partnership's holdings due to the Capital Contribution, but reflecting the addition of limited partners and resulting new allocation of shares. ( 3 )Includes (a) 12,226 shares indirectly held through the new Reporting Person LP Interest in the Family Limited Partnership, (b) 28,782 shares indirectly held through the new Spousal LP Interest in the Family Limited Partnership, and (c) 2,465 shares indirectly held through the Family Limited Liability Company's general partnership interest in the Family Limited Partnership. ( 4 )A net 4,013 shares were indirectly acquired through the Reporting Person Trust's limited partnership interest in the Family Limited Partnership, as a result of the overall increase in the Family Limited Partnership's holdings due to the Capital Contribution, but reflecting the addition of limited partners and resulting new allocation of shares. ( 5 )Includes shares indirectly held through the Reporting Person Trust, including (a) 101,528 shares held as a result of the Reporting Person Trust's limited partnership interest in the Family Limited Partnership and (b) 219,758 other shares held by the Rep orting Person Trust. ( 6 )A net 4,013 shares were indirectly acquired through the Spousal Trust's limited partnership interest in the Family Limited Partnership, as a result of the overall increase in the Family Limited Partnership's holdings due to the Capital Contribution, but reflecting the addition of limited partners and resulting new allocation of shares. ( 7 )Includes shares indirectly held through the Spousal Trust, including (a) 101,528 shares held as a result of the Spousal Trust's limited partnership interest in the Family Limited Partnership and (b) 205,000 other shares held by the Spousal Trust. ( 8 )Represents a gift of all of the Spousal LP Interest in the Family Limited Partnership to the Reporting Person Trust. After the transaction, (a) the sole general partner of the Family Limited Partnership continues to be the Family Limited Liability Company; and (b) the sole limited partners of the Family Limited Partnership are the Reporting Person Trust, the Spousal Trust, and the reporting person through his Reporting Person LP Interest. Because the reporting person's aggregate beneficial holdings remained the same prior to and after this transaction, the reporting person believes the transfer of the Spousal LP Interest to the Family Limited Partnership constitutes a change in form of beneficial ownership exempted by Rule 16a-13 under the Securities Exchange Act of 1934. ( 9 )Includes shares indirectly held through the Reporting Person Trust, including 130,310 shares held as a result of the Reporting Person Trust's limited partnership interest in the Family Limited Partnership and (b) 219,758 other shares held by the Reporting Person Trust. ( 10 )Includes shares indirectly held through the Spousal Trust, including 101,528 shares held as a result of the Spousal Trust's limited partnership interest in the Family Limited Partnership and (b) 205,000 other shares held by the Spousal Trust. ( 11 )Reflects the exempt acquisition of restricted stock units upon the satisfaction of performance criteria underlying an award of performance-based restricted stock units pursuant to the Southwest Airlines Co. Amended and Restated 2007 Equity Incentive Plan. The restricted stock units will vest on February 21, 2021, and will entitle the reporting person to one share of common stock for each restricted stock unit that vests. ( 12 )Reflects the exempt acquisition of restricted stock units pursuant to the Southwest Airlines Co. Amended and Restated 2007 Equity Incentive Plan. The restricted stock units will vest with respect to one-third of the shares covered thereby annually, beginning on February 21, 2022, and will entitle the reporting person to one share of common stock for each restricted stock unit that vests.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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